4258 Schedule A - Master Service Agreement Tillsonburg Hydro Inc (THI)Master Service Agreement -1 -
MASTER SERVICES AGREEMENT
THIS AGREEMENT made effective as of January 1, 2019, (the "Effective Date")
BElWEEN:
THE CORPORATION OF THE TOWN OF TILLSON BURG
(Hereinafter referred to as the "Town")
-And -
TILLSONBURG HYDRO INC.
(Hereinafter referred to as "THI")
WHEREAS THI is a duly incorporated and licensed electricity distributor pursuant to the
law of the Province of Ontario;
AND WHEREAS both the Town and THI are separate corporate entities;
AND WHEREAS the Parties have agreed that the Town will provide services as listed
in Schedule A to THI on a fee-for-service basis and the Town shall provide such further
and other products and services as may be agreed to in writing, by the Parties from
time to time;
AND WHEREAS the Town has the knowledge and expertise to provide the Services to
the required standards;
AND WHEREAS the Parties acknowledge and agree that in providing goods and
services contemplated herein the Town acts as an independent contractor and not as
an agent, partner, or servant of THI ;
AND WHEREAS the Parties shall consult as frequently as may be desirable to ensure
that THI receives adequate, economical and effective services as listed in Schedule A
as attached to this document.
NOW THEREFORE IN CONSIDERATION of the mutual covenants and agreements
set forth, and for other good valuable consideration and the sum of two ($2.00) dollars
of lawful money of Canada now paid by each of the Parties to the other (the receipt and
sufficiency of which is hereby expressly acknowledged), the Parties covenant and
agree, and with each other, as follows:
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1. Definitions
1.01 "ARC" means the Affiliate Relationships Code for Electricity Distributors and
Transmitters, Revised March 10, 2015, as such may be amended by the Ontario
Energy Board;
1.02 "Board" means the board of directors of the THI;
1.03 "Customer Service Costs" means the cost incurred by a Party to bill and collect
and to provide related Customer Services.
1.04 "Customer Services" means all services related to customer services, which
without limiting the generality of the foregoing shall include services identified in
Section 6 of Schedule A;
1.05 "Direct Costs" means the costs incurred directly by THI for its own operations
including but not limited to electrical power costs for Standard Supply Services,
IESO costs, Hydro One Transmission costs, Competition Transition Charge,
Retail/Vl/holesale Settlement costs, Ministry of Finance costs, OEB costs,
Electricity Distributors Association (EDA) dues, property taxes, Municipal
Electricity Association Reciprocal Insurance Exchange (MEARIE) insurance and
other insurance premiums, legal, accounting and audit fees, etc.
(3rd party costs that are paid on behalf of THI by the Town)
1.06 "Distribution System Plan" means a distribution system plan meeting OEB
requirements.
1.07 "ESA" or "Electrical Safety Authority" means the Electrical Safety Authority or any
successor entity thereto;
1.08 "Extraordinary Costs" means those unusual and unanticipated costs as more
particularly described in Section 9.
1.09 "Fully Allocated Cost" means the sum of Direct Costs plus a proportional share of
Indirect Costs.
1.10 "Independent Electricity System Operator" or "IESO" means the Independent
Electricity System Operator or any successor entity thereto;
1.11 "Independent Director" means an Independent Director as defined by the ARC;
1.12 "Indirect Costs" means costs allocable costs of equipment and labour such as
overhead;
Master Service Agreement ,, -., -
1.13 "Joint Committee" means a committee consisting of the Chief Administrative
Officer of the Town, General Manager Hydro Operations, and two Board
appointed independent directors and the Chair of the Board as an ex-officio
member.
1.14 "Ontario Energy Board" or "OEB" means the Ontario Energy Board or any
successor entity thereto;
1.15 "Parties" means the Town and the THI; and "Party" means either one as the
context requires;
1.16 "Person" means any other businesses or persons with which the Town
chooses to establish a business relationship;
1.17 "Services" means the services required by a typical electrical distribution
company, including but not limited to, the list contained in Schedule A.
1.18 "Standards" means the guidelines, regulations, laws and/or policies as set out by:
• Electricity Safety Authority (ESA),
• Independent Electricity System Operator (IESO),
• Infrastructure Health and Safety Association (IHSA),
• Minister of Energy (MoE),
• Minister of Finance (MoF),
• Minister of Labour (Mol),
• Minister of Transportation (MoT),
• Measurement Canada (MC),
• Occupational Safety and Health Administration (OHSA),
• Ontario Business Corporations Act (OBCA),
• Ontario Energy Board (OEB),
• Ontario Municipal Board (0MB),
• Deemed Rates,
• Or other regulatory bodies not identified
2. Term
2.01 Unless terminated in accordance with Section 22, the term of this Agreement
shall be from January 1, 2018 to and including December 31 , 2022.
2.02 In providing any and all Services as identified in Schedule A for THI, the Town
shall be responsible for maintaining regulated and non-regulated performance
Standards as determined by various industry regulators, and shall not
discriminate in its performance and delivery of identified services. The Town
shall periodically provide sufficient evidence to THI to demonstrate compliance
with both regulated and non-regulated Standards. If the Town fails to meet a
performance Standard, the Town shall (i) inform THI of the failure; (ii) provide
information as to how the performance Standard will be met in the future; and (iii)
identify any potential liabilities or repercussions from failing to meet the
performance Standards.
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3. Force Majeure
3.01 It shall not be a breach of this Agreement if the Parties to this Agreement fail to
perform their obligations to provide services, work, or the supply of goods or
materials to either Party by reason of war, insurrection, tempest, or any other
event beyond the reasonable control of the Parties. The foregoing shall not apply
to an obligation to pay money. The Party seeking to invoke force majeure shall
provide written notice to the other party of the event, the cause of the event, steps
being taken to remedy the event and estimated duration of the event of force
majeure.
3.02 In the event of a strike or lockout by town employees the Town will arrange for
continuence of services as set out in Schedule A.
4. Covenants of the Town
4.01 Subject to being able to fulfill the obligations of the Town to THI hereunder, the
Town shall be free to offer Services to any other person.
4.02 The Town shall be responsible for obtaining and maintaining all necessary
approvals, licenses and permits and for complying with all applicable federal,
provincial and municipal laws, regulations, codes, orders, decrees and directives
in connection with the provision of the Services hereunder. The Town shall, at
least annually and when requested by THI, provide THI with adequate evidence
of its compliance with this Section.
4.03 The Town shall comply, with all applicable Federal, Provincial and Municipal
laws, rules, regulations, codes, and THI policies from time to time in force which
are brought to its notice or of which it should reasonably be aware.
4.04 The Town shall pay for and maintain for the benefit of THI, appropriate insurance
concerning the operations and liabilities of the Town relevant to this Agreement.
4.05 The Town shall be entitled to retain competent and properly qualified consultants,
contractors and other third parties in accordance with procurement policies,
where practical unless otherwise directed by the Board, in order to deliver the
Services. The Board may recommend the Town to retain consultants,
contractors, and other third parties in accordance with procurement policies to
perform any or all of the services as set out in schedule A. Management of any
THI vendor contracts will be the responsibility of the Town. The Town shall follow
any Standards and applicable laws and by-laws in securing the services of such
consultants, contractors or third parties.
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5. Confidentiality and Ownership of Information
5.01 Subject to the requirements of the Municipal Freedom of Information and
Protection of Privacy Act and the ARC and any other legal requirement to
disclose information, it is agreed that confidential information of THI shall be kept
in strict confidence by the Town.
5.02 The Town shall take such measures as are necessary in order to comply with the
confidentiality obligations under subsection 5.01 above. The Town shall ensure
its employees are properly informed of the requirements of the ARC. The Town
shall provide an annual update to the Board regarding the measures taken to
maintain the confidentiality of THl's information and the training provided to
employees in respect of the ARC and the Municipal Freedom of Information and
Protection of Privacy Act.
5.03 Information stored or produced by any Party to this Agreement on the sole behalf
of any other Party to this Agreement, shall be the property of the Party on whose
sole behalf such information is stored or produced. Where such information
consists of an original report, computer program, information, or intellectual
property produced by a Party to this Agreement for the sole purpose of supplying
services to that other Party and the cost of producing such report is included in
the remuneration payable by such other Party, the property (including copyright
and moral rights) to such original report, computer program, information, or
intellectual property shall belong to such other Party. The foregoing shall not
apply where information is stored or produced by a Party to this Agreement on
behalf of a third Party to this Agreement, or where the information is stored and
produced by a Party to this Agreement for the mixed benefit of another Party and
the Party which produced the information.
6. Costs
6.01 THI shall pay the Town the fees and charges for the Services more particularly
described in Schedule A and as specified in Schedule Bas attached.
6.02 Unless specifically stated applicable taxes are not included.
6.03 The costing provisions are set out in Schedule "B" and includes a fixed
management fee of $140,000 for each of the years of the Agreement. The
costing for each year of operations and capital costs shall be directly incurred
costs. Services not rendered during any given year shall be reported to the Board
annually. The Town and THI shall review the appropriateness of the management
fee level as provided in the OEB's most recent Cost of Service rate decision and
any subsequent OEB decision, which stipulated that such a review should either
involve, at a minimum include an opinion by, a reputable third party on such
matters.
6.04 The Town shall provide to the Board, at least once annually, a plan for how the
Services will be performed and a financial plan for such services. The financial
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plan shall include a monthly forecast of expenditures suitable to the Board. The
Town shall track its performance and report to THI any significant variances from
the approved financial plan. This plan should be brought to the Board before
budget deliberations and should include at least 3 prior years of data showing
actual vs. budgeted plan for the board to review. The Board will be made aware
when the total amount of variances from the approved financial plan meets or
exceeds, or is forecasted to be above the total financial plan by an amount of 5%
or more.
6.05 Where the Town provides Services to THI, it shall use its best efforts to minimize
the actual costs of providing such Services while still complying with all applicable
regulated and nonregulated performance standards. The Town shall provide THI
with detailed reporting upon request regarding the costs of all services performed.
6.06 It is acknowledged that there will be some duplication in the description of
Services. Such duplication in the description is insignificant, does not imply that
there is multiple costing for those Services, and the Parties agree that no such
multiple costing is present.
6.07 The Parties agree that a reasonably competitive market does not exist for the
total Services that THI acquires from the Town and therefore THI agrees to pay
no more that the affiliate's fully-allocated cost to provide the Services. THI shall
obtain from the Town a detailed breakdown of the allocated cost of providing the
Services as part of the annual business plan process.
6.08 Upon renewal of the term of this Agreement, the Town may adjust their fees upon
ninety (90) days prior notice in writing to THI provided that if THI does not accept
the adjusted costs and the Parties are unable to agree after negotiating in good
faith, the adjusted costs may be submitted to arbitration pursuant to Section 11 of
this Agreement.
6.09 THI agrees to reimburse the Town for any unanticipated events over and above
normal customer service costs to which the Town may be put resulting from
extraordinary unanticipated events such as fire, major storms, tornadoes,
equipment failures, and the like provided such equipment failures are not caused
by negligence on the part of the Town to perform services as outlined in Schedule
"A" of this Agreement.
7. Remuneration
7.01 THI shall pay the Town in accordance with the actual costs incurred by the Town
in performing the Services.
7.02 The aggregate remuneration, at a minimum, is payable quarterly to the Town in
respect of the Services provided by the Town to THI shall, so long as the Town
continues to provide full treasury and financial services, be recovered from the
applicable Party by direct transfers of funds from and to the appropriate accounts
at times convenient to the Town Treasurer in accordance with proper principles of
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contract administration and IFRS and business principles. The Parties to this
Agreement specifically authorize that such transfers may be performed by the
Town Treasurer or his/her designate, and such authorization shall remain in
effect during the full term of this Agreement. In the event that the Town ceases to
provide full treasury and financial services, the aggregate remuneration payable
to the Town in respect of the services provided by the Town shall be requested in
periodic invoices delivered by the Town, such invoices to be delivered not more
frequently than monthly. The terms of any such invoice, whether so marked or
not, shall be net 30 days.
7.03 The presence of subsection 7.02 shall not be interpreted to mean THI has
unilateral ability, without the agreement of the Town, to terminate its use of full
treasury and financial services from the Town.
7.04 The remuneration, payable to the members of the Board shall be an expense of
THI and shall be processed by the Town pursuant to Board resolutions.
8. Annual Review of Schedules
8.01 The Parties shall review the contents of each Schedule on an annual basis. The
purpose of such review shall be to determine whether the activities described in
each Schedule continue to be accurate and done in a cost efficient manner.
8.02 In the event that during such a review, disagreement arises with respect to
suggested amendments to any Schedule and such disagreement cannot be
settled by the Parties, either Party may refer such to arbitration in accordance
with Section 11 of this Agreement.
8.03 The review described in 8.01 shall be commenced within sufficient time so that
the Parties might reasonably have completed their review in time for the annual
Town budget and estimates process.
9. Invoicing
9.01 The Town shall submit an invoice and supporting documentation to THI for
payment for all costs incurred by the Town in performing its Services. All invoices
shall provide sufficient detail of the costs incurred and the description of the
Services undertaken by the Town. All invoices shall be paid by THI within ninety
(90) days from the date of receipt. A charge of one and one-half (1 .5%) per
month may be levied against all late payments. In the event of a dispute
regarding an invoice, THI shall pay the undisputed portion of the invoice within
ninety (90) days and shall promptly inform the Town of the disputed amount and
basis for such dispute.
9.02 The Town will pay all accounts payable in a timely manner in order to minimize
any vendor late payment charges.
9.03 The Town will submit details of any unanticipated events to THI for review before
invoicing. Invoices for unanticipated events will be paid by the THI upon approval
by the Board.
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10. Easements
10.01 THI represents that it has secured all requisite easements necessary for the
delivery of electrical services for the distribution of electric power throughout
THl's service area.
10.02 THI shall indemnify and save the Town harmless from any claims, demands,
actions and applications brought against the Town arising from the failure of the
THI to have secured easements or from any defect or deficiency in the
easements secured by THI prior to the effective date of this Agreement.
10.03 After the effective date of this Agreement, the Town shall act on behalf of THI to
secure all easements required for the performance of the expansion or upgrade
of electrical distribution services pursuant to this Agreement. Any costs related to
the acquisition of easements, including appraisal and legal costs, shall be paid by
THI.
11. Customer Billing
11.01 The Town shall bill THl's customers for electricity and distribution services
supplied to
them and such bills shall read "Tillsonburg Hydro Inc. Charges" and shall conform
to the requirements of the OEB and any applicable laws.
11.02 Subject to 11.03, THI shall be responsible for all costs related to the bad debt
associated with the non-payment of the electricity bills, provided the Town follows
the Standards.
11.03 The Town shall assume responsibility for any billing errors arising after the
commencement of this Agreement only to the extent that any such costs arising
from the billing errors are unrecoverable from THl's customer and only if the
billing error is attributable to the Town's negligence or the negligence of its
servants, agents or representatives.
12. Arbitration
12.01 The Parties agree to consult with each other and to negotiate in good faith to
resolve any differences or disputes which either Party may have relating to the
interpretation, application or implementation of this Agreement, or any dispute
which may arise over any costs, fees or other costs incurred and failing
Agreement the Parties agree to resolve their disputes by arbitration as provided
in subsection 12.02.
12.02 Arbitration of a dispute shall be commenced by written notice by a Party
requesting arbitration to the other, which notice shall identify the issue or issues it
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wishes to submit to arbitration. Within thirty (30) days of the date of the notice, the
Parties shall agree upon a single arbitrator and failing Agreement then each Party
shall appoint an arbitrator and the two appointees shall within 45 days of the date
of the notice of arbitration appoint a third person who shall act as Chair of the
Arbitration Panel, and failing Agreement the Chair shall be appointed by a Judge
of the Superior Court of Ontario pursuant to the provisions of the Arbitration Act,
1991, S.O. 1991 c.A.17.
12.03 The commencement of the arbitration and all rules of procedure for the arbitration
shall be by Agreement of the Parties, or failing Agreement, as determined by the
arbitrator or Chair of the arbitrator panel. The provisions of the Arbitration Act,
1991, SO 1991 c.A.17, as amended or any successor legislation shall apply to
the arbitration.
12.04 All decisions of the arbitrator or arbitrators, as the case may be, shall be made in
writing and shall be delivered to all Parties within ten (10) days, or within such
other time as the Parties may agree, from the conclusion of the arbitration.
Except for matters of law only, all decisions shall be final and binding upon the
Parties, their respective successors and assigns, and shall not be subject to
appeal.
12.05 Each Party shall pay its own costs incurred in respect of the arbitration including
the payment of its appointee to the arbitration panel, and in the case of a three
person panel the Parties agree to share the fees of the Chair and other related
costs equally.
13. Insurance
13.01 THI shall provide and maintain the following:
(a) A Comprehensive General Liability Policy which shall name the
Town as a Named Insured but only with respect to operations and
services performed by the Town on behalf of THI;
(b) An Environmental Impairment Policy which shall name the Town as
a named insured but only with respect to operations and services
performed by the Town on behalf of THI;
(c) Directors and Officers liability insurance providing coverage for the
directors of THI;
(d) The Errors & Omissions Liability Policy which shall be in the name
of THI with the Town added as a Named Insured but only with
respect to claims for compensatory damage as a result of errors or
omissions by the Town acting on behalf of THI; and,
(e) Such other insurance in keeping with good utility practice.
Master Service Agreement
13.02 The Town of Tillsonburg shall, at their expense obtain and keep in force during
the term of the Master Service Agreement, Municipal Liability Insurance
satisfactory to Tillsonburg Hydro Inc., and underwritten by an insurer licensed to
conduct business in the Province of Ontario. The policy shall provide coverage
for Bodily Injury, Property Damage and Personal Injury.
13.03 The Town of Tillsonburg shall indemnify and hold harmless Tillsonburg Hydro
Inc., its officers, Board Members and employees from and against any liabilities,
claims, expenses, demands, loss, cost, damages, actions, suits or other
proceedings by whomsoever made, directly or indirectly arising out of the Master
Services Agreement attributable to bodily injury, sickness, disease or death or to
damage to or destruction of tangible property including loss of revenue or
incurred expense resulting from disruption of service and caused by any acts or
omissions of the Service Provider, its officers, agents, servants, employees,
customers, invitees or licensees, or occurring in or on the premises or any part
thereof and, as a result of activities under this agreement.
13.04 All policies referred to in subsection 13.01, 13.02 and 13.03 shall contain a
clause requiring each insurer to give the Town or THI, as the case may be, ninety
(90) days written notice prior to cancelling insurance coverage.
13.05 Both Parties will notify the Municipal Electric Association Reciprocal Insurance
Exchange (MEARIE) of any occurrence, claim, suit and/or accident pertaining to
the operations of the Named Insured and/or the operations performed by the
Town on behalf of the Named Insured.
14. No Warranty or Guarantee
14.01 The Town provides no warranty or guarantee for any defective or deficient
equipment or materials utilized except for the manufacturers or supplier's
warranties or guarantees applicable to the defective or deficient equipment or
materials.
14.02 The Town will use commercially reasonable efforts to ensure obtain proper
warranties and guarantees are obtained and managed for the benefit of THI.
15. Notices
15.01 All notices required to be given to either of the Parties under this Agreement shall
be in writing and shall be delivered by prepaid registered post or hand delivery to
the following:
(a) The Corporation of the Town of Tillson burg
200 Broadway, 2nd
Floor Tillsonburg,
ON N4G 5A7
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and
Telephone: (519) 842-6428
Fax: (519) 842-9431
Attention: Town Clerk, copied to CAO
(b) Tillsonburg Hydro Inc.
10 Lisgar Ave
Tillsonburg, ON N4G 5A5
Telephone: (519) 842-6428
Fax: (519) 842-9431
Attention: Board Secretary, copied to Board of Directors
or to such other address or individual as may be designated by written notice to
the other Party. Any notice given by personal delivery shall be deemed to have
been given on the day of actual delivery hereof and if sent by prepaid post, on
the third day after mailing.
16. Successors
16.01 This Agreement shall inure to the benefit of and be binding upon the Parties and
their successors and assigns, respectively.
16.02 The Parties acknowledge that substantial changes to legislation and regulations
and government policies may to occur during the term of this Agreement which
may affect the nature of the relationship between them . As a consequence
thereof, the Parties hereby agree to consult and negotiate in good faith any
amendments to this Agreement which may be necessitated by changes in the
regulatory environment to preserve, to the extent practicable, the intent of the
Parties. If after a reasonable period of negotiation the Parties are unable to
conclude an amendment to this Agreement, either Party may submit their
differences to arbitration as provided in Section 12.
17. Entire Agreement
17.01 This Agreement, including Schedules A and B, constitutes the entire Agreement
between the Parties.
18. Amendments
18.01 Amendments to this Agreement shall only be effective when in writing and
executed by the duly authorized signing officers of the Parties.
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19. Headings
19.01 The headings in this Agreement are for purposes of reference only and shall not
be read or construed so as to abridge or modify the meaning of any provision in
the main test of this Agreement.
20. Governing Law
20.01 This Agreement shall be construed in accordance with the laws of the Province of
Ontario and the laws of Canada applicable therein.
21. Termination
21.01 In the event of non-performance by either Party of any material obligation(s)
under this Agreement, the other Party may at its sole option elect to terminate this
Agreement provided that the defaulting Party shall be given written notice of the
default and shall be given sixty (60) days to cure the default, and then only upon
failure to cure the default within the cure period, the Agreement may be
terminated. Termination shall not relieve a Party of any obligation, responsibility
or amount payable under this Agreement up to and including the date of
Termination.
22. Liability and Indemnification
22.01 The Town shall indemnify and save THI, its officers, directors, agents and
employees, if any, harmless from and against all any costs, courses of action,
claims, demands, expenses or liabilities of any description incurred by THI or its
officers, directors, agents or employees may suffer as a result of the omission,
negligence or willful misconduct of the Town or those for whom the Town is
legally responsible in the performance or nonperformance of this Agreement.
22.02 In situations where the Town and THI are jointly liable to a third person otherwise
than in contract, THI shall reimburse, indemnify and save harmless the Town
against any costs, courses of action, claims, demands, expenses or liabilities of
any description incurred by the Town solely for the benefit of THI where the Town
has not been negligent.
23. Joint Committee
23.01 It is a matter of importance to the Parties that there shall be proper consultation
and involvement by THI in the performance of Services under this Agreement:
(a) The Joint Committee shall meet as required to identify discuss and
resolve issues of mutual concern to the Parties and receive
updates.;
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(b) Either Party to this Agreement shall have the right to requisition a
meeting of the said Joint Committee at any time upon five (5) days
written notice to the other; and
(c) Where a member is unable to be present at any meeting of the said
Joint Committee, he or she may substitute another individual to
attend and participate at any such meeting in his or her stead.
24. Relationship
24.01 Parties acknowledge and agree that the Town shall act as an independent
contractor providing its services under this Agreement and the Parties further
acknowledge and agree that nothing in this Agreement shall be deemed or
construed to be the formation of a partnership between the Town and THI.
25. Survival
25.01 The following sections 5, 6, 7, 9 and 23 shall survive the termination of this
Agreement.
IN WITNESS WHEREOF the Parties have duly executed this Agreement on the date
first above written:
The Corporation of the Town of Tillsonburg Tillsonburg Hydro Inc.
Chair1J?:>1,...._--
D°"'-Ro.s:o~~
Per:
Secretary ~------=----
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SCHEDULE A -LIST OF SERVICES
A.1 HYDRO OPERATIONS
(a) FULL DESCRIPTION OF THE SERVICE:
Provision of a (Full Time) General Manager of Tillsonburg Hydro Inc.
• Provision of a General Manager for the THI who is a Town Employee.
Substation Maintenance
• To provide supervision, labour, materials, equipment and tools to maintain
all the substations, substation buildings and substation fixtures including
any tests, inspections or monthly monitoring and record keeping.
Overhead Maintenance
• To provide supervision, labour, materials, equipment and tools to maintain
and repair all overhead lines, hardware, poles, switches, etc. To render
repairs at any time to facilitate restoration or power with the least amount
of inconvenience to the customer.
Underground Maintenance
• To provide supervision, labour, materials, equipment and tools to maintain
and repair all Underground Lines, hardware, and switches etc. To render
repairs at any time to facilitate restoration or power with the least amount
of inconvenience to the customer.
Inspection
• Provide inspection and testing of the electrical plant to the present
standards required by good utility practice, the THI and all applicable laws.
Emergency Response
• Provide 24 hour 7 day a week emergency response to all trouble calls.
Transformer Installation and Repair
• Provide qualified crews and supervision to install overhead, underground
and pad mount transformers. To ensure proper voltage to customers.
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Service Installations
-15 -
• Provide qualified labour and supervision to install all types of services from
3 phase 27.6 KV primary to 120/240 volt single phase underground or
overhead.
Conservation Demand Management (COM)
• To meet all COM related regulations and license conditions
• Develop, maintain and monitor an approved COM plan as required.
Smart Grid
• Provide necessary services to implement, maintain and monitor a smart
grid plan in accordance with regulations, standards and practices.
Service Repairs
• Repair all primary cables and secondary services to re-establish power 24
hours 365 days a year.
Relocation Work
• To provide the supervisory services, labour, equipment, materials and
tools necessary to move, remove, shift, or build electrical plant for the
purpose of road, sidewalk or any other project on Town streets.
Environmentally Hazardous Material Management
•
•
Provide expertise in Environmentally Hazardous Material
Management, testing and reclassification of transformers when required.
Provide the required supervision, labour, equipment to remediate, clean
up, contain, control, transport and store all material until decommissioning
or disposal in accordance with all applicable law.
Billable Work
• To provide qualified crews and people and supervision to perform work for
private individuals on behalf of THI. To provide customers of THI with
expertise and knowledge and render service to customers on a 24 hours
basis on behalf of THI.
Customer Relations
• To provide help to the customers of THI with their concerns such as no
power calls, kites in wires and all other similar instances on behalf of THI
utilizing , where appropriate, the Town Active Citizen Response (ACR)
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technology. The town will provide web presentment technology in
association with smart meter and smart grid technology. The Town
provides additional payment options including online methods for
customers in order to pay their utility bills.
Switching Operations
• To arrange and facilitate all high voltage switching. To set standards and
arrange all duties that crews require performing to standards and are done
to IHSA, ESA, Ministry of Labour and Town of Tillsonburg rules and
regulations.
Memberships and License Fees
•
•
Maintain memberships / licenses with / in OEB, IHSA, HSA, EDA, ESA,
etc ....
Providing, maintaining and fueling green fleet technology type vehicles
owned by the Town as necessary to complete all maintenance and
construction work as required to maintain service for the THI.
Line Locate
• Provide line locate to all requests within THl's service area
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.2 ELECTRICAL ENGINEERING SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
• Maintain engineering files and records, both digital and hard copy.
• Writing and maintaining technical specifications and procedures.
• Installation, support and licensing of all engineering software.
• Prepare and track the engineering budget and capital construction budget
from concept to final estimates and provide variance explanations as
required.
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• Review and comment on plans for proposed developments submitted by
property owners and the Town of Tillsonburg Planning Services and other
agencies.
• Review and comment on plans for proposed new electrical services,
over 150kVA, submitted by property owners.
• Plan revisions and extensions to the electrical distribution system.
DESIGN SERVICES
• Plan, design and supervise the installation of all electrical plant and
equipment related to capital and operations work.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.3 METER SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
•
•
•
•
•
•
•
•
•
•
•
Provide qualified Meter Technicians;
Install/remove residential electric meters;
Install/remove General Service Meters;
Install/remove Data recorders;
Install/remove CT and PT and prepare meter installations;
Provide technical advice on the procurement of all meters required by THI;
Maintain, verify or re-verify all meters according to schedule;
Install and maintain smart meters and implement smart grid
technology in accordance with standards.
Maintain the appropriate meter database as required by Measurement
Canada, the IESO, OEB or THI;
Identify all meters that have malfunctioned and assist in the necessary
corrective actions required to address such malfunction;
Recommend to THI management any technological advances that should
be implemented.
Master Service Agreement -18 -
•
•
•
•
•
•
(b)
•
Test or have tested all meters according to general accepted principals for
an Utility meter shop as set out by the current courses for Meter
Technicians;
Provide technical assistance to customers and consultants on meter
installation requirements;
Provide regular reports to THI management;
Provide management and supervision;
Provide safety training and ensure all employees work to IHSA safety
standards;
Provide necessary vehicles and equipment of a general nature;
STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED
All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.4 METER DATA MANAGEMENT
(a) FULL DESCRIPTION OF THE SERVICES
• · Gather/ Provide all meter readings;
• Handle all customer complaints regarding incorrect readings or
performance of meter readers;
• Maintain meter reading software and systems;
• Provide Verified, Edited or Estimated readings to THl's CIS/billing
package, retail settlement package or service, and posting as required for
retailer access;
• Maintain backup copies for the periods scheduled by THI;
• Provide all supervision and management functions;
• Provide all required equipment and supplies for employees;
• Provide regular reports to adequately inform THI.
Master Service Agreement -I 9 -
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.5 TREE TRIMMING
(a) FULL DESCRIPTION OF THE SERVICE:
• Trim trees to ensure that distribution lines and plant are clear of any
obstruction.
• Provide supervision and control to ensure that proper clearances are
maintained.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
• The Town will be cleared on a rotational basis once every three years.
A.6 CUSTOMER SERVICES
A.6.1 BILLING ADMINISTRATION
(a) FULL DESCRIPTION OF THE SERVICE:
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•
•
Calculation of monthly bills for customer;
Answer all customer inquiries including inquiries regarding bill calculation,
type and cost of services offered , high consumption and power outages.
Provide for over the counter service at the Customer Service Centre;
The Customer Service Centre is to operate between the hours of 8:00 a.m .
and 5:00 p.m. Monday to Friday, excluding statutory holidays. These hours
of operation are subject to change upon mutual Agreement between the
Town and THI;
Master Service Agreement -20-
• Handle all customer requests for connection and disconnection of services,
roll-outs, and spot services;
• Handle all customer complaints;
• Ensure proper update of the billing system of all information, concerning,
rate, consumer, location and retailer information;
• Provide after-hours answering service to dispatch emergency calls;
• Monitor and report on telephone access, appointments and written
responses to inquiries as required by the OEB to meet the Performance
Based Regulations;
• Promote policies, and programs which encourage high levels of service;
• Notification to retailers of changes in customer accounts.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
• Maintain high levels of customer satisfaction;
A.6.2 DISPATCH
(a) FULL DESCRIPTION OF THE SERVICE:
• Provide radio dispatch service and necessary record keeping for customer
service and emergency needs.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
Master Service Agreement -21 -
A.6.3 GENERAL MAIL SERVICES
(a) FULL DESCRIPTION OF THE SERVICES
• Provision of mail and courier services excluding invoice mailings and
including pick-up or receipt, processing, distribution and delivery; includes
daily pick-up and delivery to and from the Tillsonburg Customer Service
Centre (CSC).
(b) STANDARDS TO WHICH THE SERVICE WILL BE PROVIDED:
•
•
•
•
All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
Pick-up and delivery to and from the CSC Daily
Delivery to work locations Daily by 10:00 a.m .
Pick-up from work locations Daily by 3:30 p.m .
All mail will be processed by the end of the working day on which they have been
received.
A.6.4 REMITTANCE PROCESSING
(a) FULL DESCRIPTION OF THE SERVICE:
•
•
•
Processing of all payments, including opening/sorting mail, data capture,
encoding and preparing deposit;
Providing cashiering services at the Tillsonburg Customer Service Centre
from 8:00 a.m. -5:00 p.m. Monday to Friday, excluding statutory holidays.
These hours of operation are subject to change upon mutual Agreement
between the Town and TH I;
Daily reconciliation of monies collected to system records .
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
•
•
•
All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
All payments will be posted the day they were received;
Bank deposits to be made daily;
Master Service Agreement -22-
• Reconciliation of posted amounts and cash received daily and monitored
for errors;
• All payment investigations to be done on a timely basis;
• Payment types to be accepted are Debit, Cash, and Cheque, Credit Card,
Telebanking and bank payments.
A.6.5 BILL DESIGN, PRINTING, INSERTING AND MAILING INVOICES
(a) FULL DESCRIPTION OF THE SERVICE:
• Design of a customer driven bill and collection notices. The design of the
bill will ensure that the customer is aware THI is the energy distribution
provider, and distinct from charges for other services on the bill;
• Generate and/or print all monthly bills and notices for customers;
• Inserting and preparing bills/notices for mailing including up to 3 additional
inserts and business return envelopes and delivery to post office, including
postal charges, at current rates.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
• All mail will be delivered to Canada Post daily;
• Mailing addresses will be verified for address accuracy;
• Bills will be responsive to the customers' needs and will conform to
the requirements of the Regulator.
A.6.6 COLLECTION SERVICES
(a) FULL DESCRIPTION OF THE SERVICES
• Notify customers of overdue payments by telephone, mail and continue
notification processes until payment is received or discontinuation of
services, for consumer and miscellaneous receivable accounts;
• To obtain payment, notify of impending disconnection, and disconnection
of hydro services when payment is not received;
Master Service Agreement -23 -
•
•
•
•
•
•
•
•
Recommend and co-ordinate legal actions where payment is not received;
Trace and locate debtors on final accounts;
Administer the contract and co-ordinate services with the Credit Bureau
and external Collection Agency;
Maintain accurate system records on all collection activity;
Collect deposits and/or other forms of security as required by the policies
of THI;
Report on collection activity as required;
Recommend Collection Policies to reduce bad debts;
Recommend accounts to be written off. THI will assume the expense of
bad debt write-offs relating to electricity charges and related administrative
fees.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.6.7 CUSTOMER RELATIONS, ADMINISTRATION, BRANDING AND MARKETING
(a) FULL DESCRIPTION OF THE SERVICE:
•
•
•
Administration, customer relations , and marketing for all Utility functions
not covered in other schedules;
Provision and maintenance of a website for Utility information;
Provision of teleconferencing services, as required, for some or all of the
board members for meetings.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
Master Service Agreement -24-
A.7 MANAGEMENT SERVICES
A.7.1 MEETING MANAGEMENT SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
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•
•
•
•
•
Provision of a Recording Secretary to THI;
Preparation and distribution of agendas;
Take minutes of board meetings;
Minute preparation, distribution and retention;
General administrative support to Board members including
correspondence, reports, bookings and other related tasks arising from
board meetings;
Provision of suitable meeting room accommodations including a
conference table and seating for Board members and other attendees.
(b) STANDARDS TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
• Agendas will be prepared and distributed two working days prior to
meetings;
• Minutes will be prepared and distributed within five working days following
the meeting;
• Minutes and all related documentation will be retained in secured storage.
A.7.2 INSURANCE & RISK MANAGEMENT SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
• Placement and management of: (a) Liability and Property Insurance; (b)
Directors and Officers liability insurance providing coverage for the
directors of THI; (c) insurance claims administration and adjusting
services; (d) assistance to the Board of Directors in the development of
risk management procedures.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
Master Service Agreement -25 -
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
• Town of Tillsonburg to be an additional named insured on all policies
where such coverage is available;
• Liability and property insurance will be obtained with the level of coverage
to be determined by the Board of Directors. Shall provide in consultation
with the Insurance Company(s), advice and assistance to the Board in
connection with such policy limits;
• Claims administration will be undertaken by the Town;
• Adjusting Services for Claims will be provided when necessary;
• Timely updates on matters of risk management, events, and occurrences.
A.7.3 TELEPHONE SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
• Provision of the necessary telephones for all staff involved in electricity
services, including required telephone lines, voice mail, cell phones where
necessary, and specialized telephone equipment (i.e. headsets) for
customer service personnel as may be required.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
p raced u res.
A.7.4 ACCOUNTS PAYABLE PROCESSING
(a) FULL DESCRIPTION OF THE SERVICE:
• Accounts payable processing .
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
•
•
All Services provided in subsection (a) above shall be provided in
accordance with Standards, best practices and procedures.
Invoices are paid within their due dates. Discounts should be taken
when possible;
Master Service Agreement -26-
• Any late payment charges on invoices paid by the Town will not be passed
on to THI.
A.7.5 PAYROLL FUNCTIONS
(a) FULL DESCRIPTION OF THE SERVICE:
• Payroll functions.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
•
•
All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
Employee(s) paid/filings (WSIB, Rec. General &c.) all done on a timely
basis;
A.7.6 MISCELLANEOUS ACCOUNTS RECEIVABLE ADMINISTRATION
(a) FULL DESCRIPTION OF THE SERVICE:
• Miscellaneous (non-consumer) accounts receivable administration.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
• Billings completed on a timely basis.
• Collection of Accounts Receivable in accordance with legislative
standards.
A.7.7 RECORDS MANAGEMENT SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
Provision of records management services using records management software to:
Master Service Agreement -27 -
• Maintain file plans and retention schedules;
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•
•
•
•
Transfer and store of inactive records;
Destroy records;
Retrieve and deliver inactive records;
Train Records Coordinators and other records service users;
Customize reports .
(b) STANDARDS TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.7.8 FINANCIAL STATEMENT PREPARATION
(a) FULL DESCRIPTION OF THE SERVICE:
• Financial Statement Preparation.
• Annual audit.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
•
•
•
•
All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
Minimum quarterly statements presented to the Board on a timely basis;
Audited financial statements to be completed on a timely basis .
Annual review of internal controls by third party (auditor) .
A.7.9 OTHER FINANCIAL SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
• Other financial services incl uding rate applications, business plans, reports
to the regulator and others as needed;
Master Service Agreement -28 -
• Includes provision of a Treasurer to THI, which Treasurer shall either be
or, shall report to and, receive direction from the President of THI in
accordance with established board policy ...
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.7.10 TREASURY SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
• Treasury services including financial systems integrity, internal controls,
investment and banking administration, cheques and disbursement of
funds, financial management and analysis, payroll and accounting
administrative functions, purchasing services and hydro collection
administrative services.
• Bank reconciliations should be completed on a timely basis
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.7.11 LEGAL SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
• Consultants and outside solicitors engaged as deemed necessary but
supervised and instructed by the General Manager or the THI Board of
Directors;
• Also provides outside legal representation and advice to Town
departments which perform electricity services, whether directly or
indirectly.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
Master Service Agreement -29 -
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
• Basic legal services, including minute book and sign off on an as-needed
basis;
• Matters will be referred to outside solicitors.
A.7.12 HUMAN RESOURCE SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
• Services will be supplied in respect of Town employees performing THI-
related services;
• Payroll and benefit management;
• Salary Administration & Pay equity;
• Labour Relations management;
• Health and Safety. OHSA compliance. Injury and loss prevention. WSIB
management including modified and related work programs;
• Employment Services. Job Descriptions and job evaluations,
recruitment, interviewing, selection.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.7.13 MISCELLANEOUS SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
• Miscellaneous services, not specified as services in any schedule, but
provided to any of the foregoing at THl's request and upon the Agreement
of the Town.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
Master Service Agreement -30-
• All Services provided in subsection {a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.7.14 SENIOR MANAGEMENT SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
• Senior Management Services not necessarily included within any other
service schedule.
(b) STANDARD{S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection {a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.7.15 MANAGEMENT ADMINISTRATION
(a) FULL DESCRIPTION OF THE SERVICE:
• Management, administrative services and customer service and support
using current industry standard technology:
(b) STANDARD{S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection {a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.7.16 INVENTORY MANAGEMENT-STORES
(a) FULL DESCRIPTION OF THE SERVICE:
• Maintain inventory levels to satisfy hydro operations and engineering
needs;
• distribution of materials and costs to hydro operations as released;
• reconciliation of physical count v. book value;
• provide purchasing needs for hydro stores & inventory;
Master Service Agreement -31 -
• provide purchasing needs for hydro operations external to stores.
• Shall ensure scrap equipment and materials are properly handled and
disposed of in accordance with applicable laws and regulations.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
• Monthly cycle counts will be completed and an annual inventory to meet
sufficient inventory levels to meet operating and emergency needs as
required;
• Keep inventory value at a reasonable and manageable level.
• Timely purchasing and delivery to satisfy needs and maintain required
levels of inventory.
A.7.17 IT SERVICES
(a) FULL DESCRIPTION OF THE SERVICE:
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•
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•
•
•
•
Installation and maintenance of all hardware including servers, and
mainframes necessary for ongoing operations;
Installation, support, and licensing of all software applications;
Provision of network, email, and Internet access;
Programming support for custom applications. This includes
design/implementation of new development as well as maintenance of
current modules;
Database installation, support and licensing;
Security: Nightly, weekly, and monthly backups including disaster
recovery. Firewall. Maintenance of employee profiles, access rights, and
permissions;
Technical guidance for meetings, committees and projects .
Provision of Information Technology Security services
Develop and maintain a disaster recovery plan
Master Service Agreement -32 -
• Ensure outsourced service provides meet the same standards
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
Hardware, Software, Database, Communications Availability
□ Available 24 hours a day 7 days a week except for scheduled backups,
maintenance, month end and year-end procedures.
Problem Resolution
• Priority 1 -Hardware, software, database, or communication failure which causes
1 person to be unable to carry out their main job function. An IT support
technician will respond within 1 working day.
• Priority 2 -Problems which do not cause an employee to be unable to carry out
their main job functions are logged, prioritized and dealt with as soon as possible,
depending on the availability of staff due to number of priority 1 and priority 2
problems.
Programming Requests
□ All programming requests are submitted to IT through ACR, logged and prioritized.
Small requests are handled on a combined priority and first in first out (FIFO)
basis. Large requests are prioritized and scheduled after discussion with the
Town.
Security/ Information Technology Security/ Disaster Recovery Plan
• All Services provided in subsection (a) above shall be provided in
accordance with standards (as set out by the OEB), financial performance, best
practices and procedures.
A.8 USE OF THE CUSTOMER SERVICE CENTRE, DISPATCH AND PROPERTY
MANAGEMENT FACILITIES
Master Service Agreement -33 -
(a) FULL DESCRIPTION OF THE SERVICE:
•
•
•
•
Buildings, property, equipment, or other depreciable assets used by the
Town to provide services to THI;
All aspects of Property Management relating to the Customer Service
Centre, including janitorial, mechanical, electrical, plumbing, security
systems, window cleaning, mats, pest control, fire plans;
Project management for renovations and mechanical replacement;
Cost of providing building/facility for stores, dispatch and hydro operation .
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
• Available during normal office hours and on call 24 hours a day, 7 days a
week;
• Sufficient to house and provide necessary services.
A.9 RETAIL/WHOLESALE SETTLEMENT & ENERGY MANAGEMENT
(a) FULL DESCRIPTION OF THE SERVICE:
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•
•
•
•
•
•
•
Retail / Wholesale Settlement;
Receive inputs from MDMR, IESO, Utilismart and other vendors as
required;
Operate and maintain the Retail/Who I es a I e Settlement System;
Track and remit Debt Retirement Charge;
Supply and maintain a modern settlement system or service;
Retain and Maintain required records;
Provide supervision and Management;
Provide energy management advice to customers and staff;
Inform TH I management of energy management trends and recommend
Master Service Agreement -34-
•
•
•
programs;
Perform, manage and investigate energy misappropriation providing THI
with a proper Theft of Energy Program;
Provide Customer Education including education in the schools;
Maintain evidence and provide as needed support to prosecute energy
theft to the full extent of the law;
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
A.10 CAPITAL SERVICES
A.10.1 CAPITAL PROJECTS
(a) FULL DESCRIPTION OF THE SERVICE:
• Provide labour, equipment and applicable materials to perform capital
projects, the result of which will be to produce capital assets owned by THI
as well as developing and maintaining the Distribution System Plan as
required.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
• While the staff levels maintained by the Town permits a portion of that staff
to be utilized for normal operating functions and for the performance of
capital projects, the exact amount of in-house labour available to perform
such capital projects will vary from time to time because of workload issues
and other pertinent factors;
• Town will make appropriate recommendations to THI from year to year and
from time to time with respect to the capacity of Town staff to undertake
projects on an in-house basis, and which projects (or which portions of
projects) will need to be performed by contractors under contract to THI.
Where such outside forces are contracted by THI, Town staff shall provide
contract administration and management services in connection with such
contracts to THI.
Master Service Agreement -35 -
• Town will track capital spending and provide regular reporting on level of
expenditures and variances against budget and any approved Distribution
System Plan.
A.10.2 ACQUISITION & DISPOSITION OF REAL PROPERTY
(a) FULL DESCRIPTION OF THE SERVICE:
• Where the acquisition of real property is required to provide distribution
services, the Town shall estimate value, obtain appraisals, negotiate,
receive appropriate approvals and ensure closings for any required
purchases on fee simple or easements;
• Negotiate the sale of any surplus properties through tender or listing.
Obtain any necessary approvals for disposition.
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
• Services available on request of the THI ;
A.11 HEAL TH & SAFETY
(a) FULL DESCRIPTION OF THE SERVICE:
• Ensure all Town employees and sub-contractors are properly trained and
qualified for any work they are assigned and aware of all requirements for
completing the Services;
• Provide all required safety equipment in good working order;
•
•
•
•
•
Provide safety training and ensure all employees work to IHSA, OHSA
and any other appl icable safety standards;
Promote public safety and awareness using external communication .
Ongoing measurement through audits of current programs and practices to
ensure compliance
Support ESA audits or other government inspections as required .
(b) STANDARD(S) TO WHICH THE SERVICE WILL BE PROVIDED:
Master Service Agreement -36-
• All Services provided in subsection (a) above shall be provided in
accordance with Standards, financial performance, best practices and
procedures.
Master Service Agreement -37 -
SCHEDULE B -Costs
Third Party Costs
Without markup, THI will pay directly, or the Town will pay for and be reimbursed for
third party expenses including but not limited to the following:
Electrical power costs for Standard Supply Services, IESO costs, Hydro One
Transmission costs, Competition
Transition Charge, Retail/Wholesale Settlement costs, Ministry of Finance costs, OEB
costs, Electricity
Distributors Association (EDA) dues, property taxes, Municipal Electricity Association
Reciprocal Insurance Exchange (MEARIE) insurance and other insurance premiums,
legal, accounting and audit fees and similar reasonable fees.
Internal Direct costs
THI shall pay the direct labour, material and equipment cost of the Town utilized in
providing the Services as follows:
Corporate Admin
Financial Admin
Operations Admin
Indirect or Overhead
THI acknowledges that the Town is permitted to charge the fully allocated cost of labour
used in providing the Services.
THI can request any and all reporting of detailed costs related to THI from the Town.